0000950134-06-002184 Sample Contracts

FIRST AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • February 8th, 2006 • Tesoro Corp /New/ • Petroleum refining

This First Amendment (the “Amendment”) is entered into as of , 2006 (the “Effective Date”) as an amendment to the Employment Agreement entered into by and between Tesoro Corporation (the “Company”) and Gregory A. Wright (the “Executive”) as of August 3, 2004 (the “Employment Agreement”),

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FIRST AMENDMENT TO AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • February 8th, 2006 • Tesoro Corp /New/ • Petroleum refining

This First Amendment (the “Amendment”) is entered into as of , 2006 (the “Effective Date”) as an amendment to the Amended and Restated Employment Agreement entered into by and between Tesoro Corporation (the “Company”) and Bruce A. Smith (the “Executive”) as of December 3, 2003 (the “Employment Agreement”),

TESORO CORPORATION 2006 LONG-TERM STOCK APPRECIATION RIGHTS PLAN
Tesoro Corp /New/ • February 8th, 2006 • Petroleum refining • Texas

of a Change in Control on the Award. The Award Agreement may contain any other provisions that the Committee in its discretion shall deem advisable which are not inconsistent with the terms and provisions of the Plan. “Electronic agreement” means an agreement created, generated, sent, communicated, received or stored by electronic means. An electronic signature shall be accomplished by an electronic symbol or process attached to or logically associated with an electronic agreement and executed or adopted by a person with intent to sign the agreement.

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